OWNERSHIP OF THE WORK. The Consultant agrees that the ownership of all studies, data sheets, survey notes, subsoil information, drawings, tracings, estimates, specifications, proposals, diagrams, calculations, EDM and other material prepared or collected by the Consultant, hereafter referred to as "instruments of professional service", shall become the property of the City as they are prepared and/or developed during execution of the Contract. The Consultant agrees to allow the City access to all “instruments of professional service” at any time. The Consultant shall not copyright any material originating under the Contract without prior written approval of the City. No publications or publicity of the work, in part or in total, shall be made without the express written agreement of the City, except that Consultant may in general terms use previously developed instruments of professional service to describe its abilities for a project in promotional materials.
OWNERSHIP OF THE WORK. The Contractor agrees that the ownership of all studies, data sheets, survey notes, subsoil information, drawings, tracings, estimates, specifications, proposals, diagrams, calculations, Electronic Data Media (EDM) and other material prepared or collected by the Contractor, hereafter referred to as "instruments of professional service", shall become the property of the City as they are prepared and/or developed in the course of the Contract. The Contractor agrees to allow the City access to all “instruments of professional service” at any time. The Contractor shall not copyright any material originating under the Contract without prior written approval of the City. No publications or publicity of the work, in part or in total, shall be made without the express written agreement of the City, except that Contractor may in general terms use previously developed instruments of professional service to describe its abilities for a project in promotional materials.
OWNERSHIP OF THE WORK. Licensee acknowledges that Licensor is the sole and exclusive owner of the Work and of all associated federal intellectual property registrations and pending registrations, as applicable, and Licensee shall do nothing inconsistent with such ownership. Licensee further agrees that it will not claim ownership rights to the Work, or any derivative, compilation, sequel or series, or related Work owned by or used by Licensor. Licensee agrees that nothing in this Agreement shall give Licensee any right, title, or interest in the Work other than the right to use the same in accordance with the terms of this Agreement. Licensee agrees not to make similar derivatives of the Work. Licensee admits the validity of all copyrights for the Work and all associated intellectual property registrations, and acknowledges that any and all rights that might be acquired by Licensee because of its use of the Work shall inure to the sole benefit of Licensor.
OWNERSHIP OF THE WORK. (a) The results of the efforts by Columbia and its personnel under this Agreement (the "Work"), and all revisions, amendments, modifications and enhancements and sequels thereto produced by Columbia, a third party acting on behalf of Columbia or CMI, including but not limited to reports, memoranda, studies, drawings, computer programs and appurtenant object code and source code, documentation, molds, copyrights, prototypes and models, shall be the exclusive property of CMI.
(b) In the event that Columbia shall make any modification, improvement or enhancement (an "Improvement") to the Product or the Technology which shall be sufficiently original and distinct so as not to constitute a derivative work thereof or otherwise infringe on the rights of CMI or others, Columbia and CMI shall enter into good faith negotiations with respect to the amount and form of compensation to which Columbia shall be entitled with respect thereto either in the form of a one-time fee or a royalty. In order to allow an evaluation of the modification, improvement or enhancement, Columbia will submit a confidential written report describing in reasonable detail the nature of the Improvements which may be compensable under the terms of this Paragraph 4(b) and identifying the inventors therefore. Such report shall be presented to CMI not more than forty-five (45) days after the origination of the idea or concept relating to the Product or the Technology. CMI shall have sole and exclusive right to assignment of, and to prosecute and maintain any and all patents arising from the activities contemplated by this Agreement, including any Improvement. If no agreement on compensation can be reached between CMI and Columbia, both parties agree to submit this issue to binding arbitration.
(c) Columbia acknowledges that no such title to any such enhancements, modifications, improvements, updates or derivative works made by Columbia to the Technology, and related documentation, is granted by CMI to Columbia under this Agreement, and that no such assertion shall be made by Columbia. Notwithstanding anything to the contrary in this Paragraph 4(c), Columbia shall not assign or sublicense its right to develop, modify and enhance the Technology to any entity (other than a subsidiary of Columbia or any entity into which Columbia merges or which acquires substantially all of the stock or assets of Columbia) without the prior written consent of CMI, which shall not be unreasonably withheld.
OWNERSHIP OF THE WORK. The results and proceeds of the Services hereunder, and any and all contributions made in connection with the Work in whatever stage of creation or completion (and the services of any individual who renders services for Producer in connection with the Work) (the “Results and Proceeds”), including without limitation all outtakes, work tapes, storyboards, and scripts and all other material composed, submitted, added, created or interpolated by Producer hereunder, which Producer acknowledges may have been or may be rendered in collaboration with others, shall be deemed a work-made-for-hire for Client prepared within the scope of Producer’s employment and/or as a work specifically ordered and/or commissioned by Client for use in an audio-visual work, and therefore, Client shall be the author and exclusive copyright owner thereof for all purposes throughout the universe, with the exception of any intellectual property rights, including without limitation copyright rights, that have been licensed from third parties for use in connection with the Work. If under applicable law the foregoing is not effective to place authorship and ownership of the Results and Proceeds and all rights therein in Client, then by way of assignment and transfer of present and future copyright and otherwise, Producer hereby irrevocably sells, transfers, grants, and assigns to Client, all of its right, title and interest therein, whether now in existence or hereafter created, including, without limitation, all rights of ownership and authorship in and to the Results and Proceeds and all elements and versions thereof (including all physical elements in which any such Results and Proceeds may be embodied), throughout the universe and in perpetuity, and Producer acknowledges and agrees that it shall hold no right, title, or interest in or to any such items. All rights granted to Client shall vest in Client immediately upon creation without reservation, condition or limitation and shall remain vested whether or not this Agreement is terminated for any reason. No rights of any kind in and to the Results and Proceeds are reserved to or by Producer or shall vest in or revert to Producer. Producer waives Producer’s so-called “moral rights,” if any, and Client shall have the right to add to, subtract from, rearrange, change the title of and edit the Work and dub or subtitle the Work as Client may determine in its sole discretion. Producer will execute and deliver any documents reasonably necessar...
OWNERSHIP OF THE WORK. Writer hereby assigns to Producer the sole and exclusive ownership throughout the world and in perpetuity of all rights, title and interest of every kind and nature (including without limitation copyright and the right to create derivative works based on the Work) in the Work, and waives his or her moral rights in and to the Work.
OWNERSHIP OF THE WORK. (a) HMC and CMI each acknowledge and agree that all Intellectual Property rights made or discovered pursuant to this Agreement made solely by both party's employees and with the use of that party's facilities, will solely be owned by that party, subject to the license option granted herein, and that any and all Intellectual Property rights made jointly by employees or on the facilities of both HMC and CMI pursuant to this Agreement will be jointly owned ("Joint Intellectual Property"), as determined in accordance with US laws of inventorship.
(b) In the case of Joint Intellectual Property, CMI shall have a six (6) month option to obtain an exclusive, royalty-bearing license for such Joint Intellectual Property. Such six (6) month period shall begin to run from the date that CMI receives a written report from HMC as set out hereinbelow in Paragraph 4(d). The terms to obtain or license such Intellectual Property will be fairly based upon the amount of contribution made by HMC and its employees in the Invention.
(c) In the case of wholly-owned HMC Intellectual Property, HMC grants to CMI a non-exclusive license to make, use or sell Intellectual Property developed at HMC under the terms of this Agreement under either of the following conditions: 1) CMI has background patent rights to the Intellectual Property, or 2) the invention physically attaches to the Robotic System. CMI shall have a six (6) month option to obtain an exclusive, royalty bearing license for such Intellectual Property. Such six (6) month period shall begin to run from the date that CMI receives a written report from HMC as set out hereinbelow in Paragraph 4(d). The terms to obtain or license such Intellectual Property will be fairly based upon the standard rates for the industry, and shall include the right of reassignment of the Intellectual Property to CMI.
(d) The form of compensation contemplated under Paragraphs 4(b) and (c) shall be royalty payments on sales of the Robotic System incorporating the improvement. In order to allow an evaluation of the modification, improvement or enhancement, HMC will submit a written report describing in reasonable detail the nature of the Improvements which may be compensable under the terms of Paragraphs 4(b) and (c). Such report shall be presented to CMI not more than forty-five (45) days after the origination of the idea or concept relating to the Robotic System or the Technology. CMI shall have sole and exclusive right to prosecute and maintain any ...
OWNERSHIP OF THE WORK. Except for the foregoing license, as between OCP and Licensor, Licensor retains all right, title and interest in and to the Work and all intellectual property rights therein.
OWNERSHIP OF THE WORK. The Author warrants that they are the sole author of The Work; that they are the owner of all the rights granted to the Publisher hereunder and have full power to enter into this agreement and to make the grants herein contained; that The Work is original and any prior publication of The Work in whole or in part has been fully disclosed to the Publisher; that The Work does not violate the right of privacy of any person; that, to The Author’s knowledge, it is not libelous and contains no matter which is libelous, in violation of any right of privacy, harmful to the user or any third party so as to subject the Publisher to liability or otherwise contrary to law; and that it does not infringe upon any copyright or upon any other proprietary or personal right of any person, firm or corporation.
OWNERSHIP OF THE WORK. (a) The results of the efforts by Hospital and its personnel under this Agreement (the "Work"), and all revisions, amendments, modifications and enhancements and sequels thereto produced by Hospital, a third party acting on behalf of Hospital or CMI, as well as all materials produced by Hospital in fulfillment of its obligations hereunder, including but not limited to reports, memoranda, studies, drawings, computer programs and appurtenant object code and source code, documentation, molds, prototypes and models, shall be the exclusive property of CMI.
(b) In the event that Hospital shall make any modification, improvement or enhancement (an "Improvement") to the Product or the Technology which shall be sufficiently original and distinct so as not to constitute a derivative work thereof or otherwise infringe on the rights of CMI or others, Hospital and CMI shall enter into good faith negotiations with respect to the amount and form of compensation to which Hospital shall be entitled with respect thereto. The form of compensation contemplated under this Paragraph 4(b) shall be options for shares of CMI common stock or royalty payments on sales of the Product incorporating the improvement. In order to allow an evaluation of the modification, improvement or enhancement, the Hospital will submit a written report describing in reasonable detail the nature of the Improvements which may be compensable under the terms of this Paragraph 4(b). Such report shall be presented to CMI not more than forty-five (45) days after the origination of the idea or concept relating to the Product or the Technology. CMI shall have sole and exclusive right to prosecute and maintain any and all patents arising from the activities contemplated by this Agreement, including any Improvement.
(c) Hospital acknowledges and agrees that CMI shall have, at its sole and final discretion, the right to decide, specify or otherwise to determine the following:
(i) the terms of sale of the Product, including but not limited to wholesale and recommended retail price levels, discounts, and returned goods policy use fees and all related matters;
(ii) territories where the Product shall be, or shall not be, sold and distributed, and the method of sales and distribution, whether directly by CMI, its subsidiaries or affiliates, by a sub-licensee, or by other means;
